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Companies (Share Capital and Debentures) Rules, 2014, with the RTA of the Bank and Members holding shares in electronic form may contact their Depository Participant for availing this facility.
15. An Explanatory Statement pursuant to Section 102(1) of the Companies Act, 2013, for agenda Item No. 4, 5, 6 and 7 of this Notice is annexed herewith and forms part of this Notice.
Further, Pursuant to Regulation 36 the Securities and Exchange Board of India (Listing Obligations and Disclosure Requirements) Regulations, 2015 and Secretarial Standard -2 on General Meetings, specified by the Institute of Company Secretaries of India and approved by the Ministry of Corporate Affairs under Section 118(10) of the Companies Act, 2013, an Explanatory Statement for agenda Item No. 2 and item 6 of this Notice is annexed herewith and forms part of this Notice.
16. The resolutions as set out in this Notice are being conducted through e-voting, the said resolutions will not be decided by a show of hands at the AGM.
17. Since the AGM will be held through VC/OAVM, the route map is not attached to this Notice.
PROCEDURE FOR REMOTE E-VOTING AND E-VOTING DURING THE AGM:
1. Pursuant to the provisions of Section 108 and other applicable provisions, if any, of the Companies Act, 2013 read with the Companies (Management and Administration) Rules, 2014, as amended, and Regulation 44 of SEBI (Listing Obligations and Disclosure Requirements) Regulations, 2015, the Bank is providing to its Members facility to exercise their right to vote on resolutions proposed to be passed at the AGM by electronic means (“e-voting”). Members may cast their votes remotely, using an electronic voting system on the dates mentioned herein below (“remote e-voting’’). The Bank has engaged the services of KFin Tech as the agency to provide e-voting facility. The manner of voting remotely by members holding shares in dematerialised mode, physical mode and for members who have not registered their email addresses is provided in the instructions given below.
The remote e-voting facility will be available during the following voting period:
Commencement of remote e-voting: 9:00 a.m. on Saturday, August 29, 2020 and End of remote e-voting: 5:00 p.m. on Tuesday, September 01, 2020. The remote e-voting will not be allowed beyond the aforesaid date and time and the remote e-voting module shall be forthwith disabled by KFin Tech upon expiry of the aforesaid period.
Voting rights of a member / beneficial owner (in case of electronic shareholding) except the promoter of the Bank i.e Ujjivan Financial Services Limited shall be in proportion to their share in the paid-up equity share capital as on the cut-off date, i.e., Wednesday, August 26, 2020.
2. The Board of Directors of the Bank has appointed Mr. S Kannan (FCS: 6261; CoP: 13016) of M/s. S Kannan and Associates, Company Secretaries, Firm No. S2017KR473100, as Scrutiniser to scrutinise the remote e-voting and e-voting process during the AGM in a fair and transparent manner and he has communicated his eligibility and willingness to be appointed as Scrutiniser and given the consent for the same and will be available for the said purpose.
3. The result of remote e-voting and e-voting shall be declared within 48 (Forty Eight) hours from conclusion of the AGM and subject to receipt of requisite number of votes, the Resolutions proposed in the Notice shall be deemed to be passed on the date of this AGM, that is, Wednesday, September 02, 2020.
4. The Results of voting declared along with Scrutiniser’s Report will be published on the website of the Bank at https://www.ujjivansfb.in and on Service Provider’s website at https://evoting. karvy.com within 48 (Forty Eight) hours from the conclusion of the AGM and the same shall also be simultaneously communicated to the BSE Limited and the National Stock Exchange of India Limited.
Information and instructions relating to remote e-voting and e-voting are as under:
A. The members who have cast their vote(s) by remote e-voting may also attend the Meeting but shall not be entitled to cast their vote(s) again at the Meeting. Once the vote on a resolution is casted by a Member, whether partially or otherwise, the Member shall not be allowed to change it subsequently or cast the vote again.
B. A member can opt for only single mode of voting per E-Voting Event Number ("EVEN"), i.e., through remote e-voting or e-voting during the Meeting. If a member casts vote(s) by both modes, then voting done through remote e-voting shall prevail and vote(s) casted during the Meeting shall be treated as “INVALID”.
C. A person, whose name is recorded in the register of members or in the register of beneficial owners maintained by the depositories as on the cut-off date i.e., Wednesday, August 26, 2020 only shall be entitled to avail the facility of remote e-voting or for e-voting during the AGM. A person who is not a member as on the cut-off date, should treat the Notice for information purpose only.
286 | AnnuAl REpoRT 2019-20